Cedars-Sinai Marina Hospital

“Cedars-sinai medical center is the sole corporate member of cfhs holdings, inc. Doing business as marina del rey hospital.”

“Cedars-sinai medical center, as the sole corporate member, can elect board of directors to marina del rey hospital.”

“Reserved rights of cedars-sinai medical center, the sole corporate member of marina del rey hospital ("the hospital"). The following actions must be approved or acted upon by cedars-sinai medical center before becoming effective: (a) any amendment to the articles of incorporation or bylaws of the hospital; (b) any amendment to the hospital's purpose or mission; (c) any change in the membership or membership powers of the hospital or its subsidiary; (d) hiring, electing, removing, or terminating any of the officers of the hospital; (e) removal and appointment of directors of the hospital; (f) changing the number of directors on the board of directors; (g) selection and appointment of the auditors and legal counsel of the hospital; (h) any sale or other disposition of all or a substantial portion of the assets of the hospital; (i) merger, consolidation, reorganization, divestiture, affiliation, liquidation, or dissolution; (j) borrowing money and incurring indebtedness on behalf of the hospital; (k) approving the hospital's annual operating and capital budgets; (l) declaring or consenting to the filing of proceedings to declare bankruptcy.”

“The review of the form 990 involves various management personnel including the hospital's treasurer, and a big four accounting firm. A complete copy will be presented at a board of directors' meeting to be held on march 28, 2018.”

“The purpose of the conflicts of interest policy is to protect the interests of the hospital when it is contemplating entering into a transaction or arrangement that might benefit the private interest of an officer or director of the hospital or might result in a possible excess benefit transaction. This policy is intended to supplement but not replace any applicable state laws governing conflicts of interest applicable to the hospital. Definitions: interested person - any director, principal officer, or member of a committee with board delegated powers who has a direct or indirect financial interest, as defined below, is an interested person. If a person is an interested person with respect to any entity in the health care system of which the hospital is a part, he or she is an interested person with respect to all entities in the health care system. Financial interest - a person has a financial interest if the person has, directly or indirectly, through business, investment or family: a) an ownership or investment interest in any entity with which the hospital has a transaction or arrangement, or b) a compensation arrangement with the hospital or with any entity or individual with which the hospital has a transaction or arrangement, or c) a potential ownership or investment interest in, or compensation arrangement with, any entity or individual with which the hospital is negotiating a transaction or arrangement. Compensation includes direct and indirect remuneration as well as gifts or favors that are substantial in nature. A financial interest is not necessarily a conflict of interest until determined to be so by the board of directors ("board") or a committee of the board with board-delegated powers ("committee"). Procedures: duty to disclose - in connection with any actual or possible conflict of interest, an interested person must disclose the existence of his or her financial interest and all material facts relating thereto to the directors and members of committees with board delegated powers considering the proposed transaction or arrangement. Determining whether a conflict of interest exists - after disclosure of the financial interest and all material facts relating thereto, and after any discussion thereof, the interested person shall leave the board or committee meeting while the financial interest is discussed and voted upon. The remaining board or committee members shall decide if a conflict of interest exists. Procedures for addressing the conflict of interest: a) an interested person may make a presentation at the board or committee meeting, but after such presentation, he/she shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement involving the possible conflict of interest. B) the chairperson of the board or committee shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement. C) after exercising due diligence, the board or committee shall determine whether the hospital can obtain a more advantageous transaction or arrangement with reasonable efforts from a person or entity that would not give rise to a conflict of interest. D) if a more advantageous transaction or arrangement is not reasonably attainable under circumstances that would not give rise to a conflict of interest, the board or committee shall determine by a majority vote of the disinterested directors whether the transaction or arrangement is in the hospital's best interest and for its own benefit and whether the transaction is fair and reasonable to the hospital and shall make its decisions as to whether to enter into the transaction or arrangement in conformity with such determination. Violations of the conflicts of interest policy: a) if the board or committee has reasonable cause to believe that a member has failed to disclose actual or possible conflicts of interest, it shall inform the member of the basis for such belief a”

“The hospital's chief executive officer is compensated by the hospital's sole corporate member, cedars-sinai medical center. The executive personnel committee of cedars-sinai medical center reviews and approves the chief executive officer's compensation. Since the hospital does not compensate its chief executive officer, the response to this question is no, in accordance with specific instructions from the internal revenue service.”

“The organization's audited consolidated financial statements are attached to its form 990. The conflict of interest policy and governing documents are not available to the public.”

“ROUNDING -1.”

“The hospital's financial statements were audited on a consolidated basis with its parent for fiscal year ended june 30, 2017. The oversight of the audit was performed by its parent's audit committee.”